In This Edition:
- London Stock Exchange Market Notice NO4/26 – Private Securities Market Rules and Handbook
- FCA Statement on notifications relating to admissions to trading and recent changes to the UK Listing Rules
- FTSE Women Leaders Review
- Council of the European Union Adopts Text of the Omnibus Directive
- Department for Business and Trade – UK Sustainability Reporting Standards UK SRS S1 and UK SRS S2
- FCA – UK Listing Rules (Notification of Purchases) Instrument and Handbook Notice
London Stock Exchange Market Notice NO4/26 – Private Securities Market Rules and Handbook
On 5 February 2026, the London Stock Exchange (LSE) published market notice NO4/26 and the Private Securities Market Rules and Private Securities Market Handbook.
The LSE confirmed it had been approved as an operator of a Private Intermittent Securities and Capital Exchange System (PISCES) and sought feedback on its proposed rules. This market notice confirms that no changes were proposed in relation to the Rules of the London Stock Exchange and the Admission & Disclosure Standards. Final versions of these have now been published.
All applicants wanting to join the LSE’s Private Securities Market (PSM), and all companies admitted, are subject to these Rules and Handbook, which came into effect on 5 February 2026.
The Notice is available to view here: LSE Market Note NO4/26
The PISCES Rules and Handbook are available here: Private Securities Market Raise finance - resources | London Stock Exchange
FCA Statement on notifications relating to admissions to trading and recent changes to the UK Listing Rules
On 19 February 2026, the FCA issued a statement clarifying the requirements for issuers to notify a Regulatory Information Service (RIS) of any admission to trading following January’s enforcement of the Public Offers and Admissions to Trading Regulations (POATRs).
The POATRs and UK Listing Rules changes introduced a requirement for issuers to notify a Regulatory Information Service (RIS) of admissions to trading within 60 days. This was intended to allow frequent issuers to group multiple admissions into a single, proportionate notification.
However, overlapping UK Listing Rules (UKLR) provisions requiring issuers to announce results of new or existing equity issues “as soon as possible” created confusion, particularly after the removal of block listing rules, which previously allowed issuers to report only every six months.
The FCA clarified that it did not intend for issuers who regularly issue new shares to face duplicative or immediate notifications and it will therefore consult on removing the conflicting UKLR provisions so that issuers need only follow the 60 day requirement.
Pending those changes, the FCA will not take supervisory or enforcement action against issuers previously operating under block listings if they do not make immediate notifications, provided the securities fall within the scope of the former block listing and are used for the same purposes.
The rules technically remain in force, but the FCA’s supervisory approach reflects the intention to avoid unnecessary or duplicate announcements.
The FCA’s statement is available to view here: Statement on notifications relating to admissions to trading and recent changes to the UK Listing Rules | FCA
FTSE Women Leaders Review
On 24 February 2026, the FTSE Women Leaders Review was published, sharing insight and progress in delivering gender balance across the FTSE 350 and 50 of the largest private companies.
The Review highlights:
- Having met the 40% recommended target for women on boards in 2022, the FTSE 350 has maintained its position at 43% and there were no all-male boards.
- In four years of data reporting, the 50 private companies with women on boards is 30%.
- The level of women in leadership roles (the executive directors, CEO and finance director) was 33.9% for the FTSE 350 and 37% for the 50 private companies reporting.
- Regarding the four key roles in FTSE 350 companies (chair, senior independent director, CEO and finance director):
- Women chairs decreased from 60 to 59.
- Women in finance director roles decreased from 57 to 54.
- Women in the CEO role rose from 19 to 21.
- Women in the senior independent director role increased from 192 to 209.
- In the 50 private companies:
- The number of women chairs increased from 7 to 10.
- The number of women in the CEO role increased from 8 to 10.
- Women in the senior independent director role fell from 15 to 10.
- Women in the finance director role remained at 11.
The Report states that the focus for FTSE 350 companies is now on women in executive director roles, which is at 15%, compared to the non-executive director roles, which is at 49%.
In the 50 private companies, the percentage of women in executive director roles is nearly double that of FTSE 350 companies, at 29.7%, and a similar percentage of women in non-executive director roles as executive director roles at 30.6%. With the numbers being steady in this group over the last four years, the Review states that it is time for these companies to progress both roles toward 40%.
The Review is available here: Women Leaders Review
Council of the European Union Adopts Text of the Omnibus Directive
On 24 February 2026, the Council of the European Union formally adopted the text of the Omnibus Directive, simplifying reporting under the Corporate Sustainability Reporting Directive (CSRD) and the Corporate Sustainability Due Diligence Directive (CSDDD).
This is the final stage of the simplification process and comes into force on 18 March 2026 (being the 20th day following publication in the Official Journal on 26 February 2026).
Compliance requirements will depend on company specific turnover and subsidiary structures and UK registered companies that reach turnover thresholds or presence in the EU will be affected.
The European Union press release can be viewed here: Council signs off simplification of sustainability reporting and due diligence requirements to boost EU competitiveness - Consilium
Department for Business and Trade – UK Sustainability Reporting Standards UK SRS S1 and UK SRS S2
On 25 February 2026, the Department for Business and Trade published the final UK Sustainability Reporting Standards: UK SRS S1 and UK SRS S2, based on the International Sustainability Standard Boards (ISSB) standards.
The standards are:
- UK SRS S1 – General Requirement for Disclosure of Sustainability Related Financial Information – requires a company to disclose information about its sustainability-related risks and opportunities
- UK SRS S2 – Climate-Related Disclosures – requires a company to disclose information about its climate-related risks and opportunities
UK SRS S1 and UK SRS S2 are available for voluntary use by any entity that chooses to do so.
As we noted in our February 2026 Bulletin the FCA issued a consultation paper at the end of January 2026, consulting on aligning issuers’ sustainability disclosures with international standards. This consultation proposes areas where existing standards (such as TCFD) would be replaced with the new UK Sustainability Reporting Standards. The January consultation closes on 20 March 2026 and includes all of the proposed migration of mandatory reporting from international standards to the UK SRS and can be accessed here: CP26/5: Aligning listed issuers’ sustainability disclosures with international standards
The Standards are available here: UK Sustainability Reporting Standards: UK SRS S1 and UK SRS S2 - GOV.UK
FCA – UK Listing Rules (Notification of Purchases) Instrument and Handbook Notice
On 27 February 2026, the FCA published the UK Listing Rules (Notification of Purchases) Instrument (FCA 2026/3) and Handbook Notice 138, following the FCA’s consultation on the draft instrument in 2025.
The instrument amends UKLR 9 (Equity shares (commercial companies): further issuances, dealing in own securities and treasury shares).
The Instrument:
- Extends the deadline in UKLR 9.6.6R for the notification of purchases of own equity shares by or on behalf of the company or any other member of its group to align with the timing in Article 2(3) of the Buy-back Stabilisation Regulations 2016/1052 (retained EU regulation). The deadline is now the end of the seventh daily market session following the date of execution of purchase.
- Amends the deadline in UKLR 9.7.3R for the notification of purchases, early redemptions and cancellations of a company's own securities that are convertible into the class of equity shares that are listed in either UKLR 5 or UKLR 11 to follow the change to UKLR 9.6.6R as closely as possible. The deadline is now the end of the seventh business day following the date on which the relevant threshold is reached or exceeded.
The FCA states that it has not changed the content of the UKLR 9.6.6R notification or introduced a definition of, or guidance on the interpretation of, "daily market sessions" at this stage, but may consider this in the future.
The instrument came into force on 27 February 2026 and is available here: UK Listing Rules (Notification of Purchases) Instrument
Handbook Notice 138 can be viewed here: handbook-notice-138
See more information in our article here - Share buy-backs – update following the September 2025 FCA Consultation Paper CP25/24
Are You Registered For EQ Bulletin?
We work with experts from across EQ to bring you a summary each month of what is happening within the financial services industry that impacts the share registration and employee share plans space. Register below to receive our monthly update.
